


Shore Leave

by hesterbyrde



Series: What Carries Weight [1]
Category: Agents of S.H.I.E.L.D. (TV)
Genre: BDSM, Blow Jobs, Dom Phil Coulson, Dom/sub, Dominance, Drinking, F/M, Orgasm Control, Orgasm Delay, S&M club, Sub Melinda May, Submission, Top Phil Coulson, bottom melinda May, minor episode spoilers for season 1, no major plot spoilers
Language: English
Status: Completed
Published: 2015-01-21
Updated: 2015-01-21
Packaged: 2018-03-08 11:50:58
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 6,331
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/3208130
Author URL: https://archiveofourown.org/users/hesterbyrde/pseuds/hesterbyrde
Summary: <blockquote class="userstuff">
              <p>After a job goes south on them, Phil determines that the team could use a little shore leave for some R&R. The team scatters to the far corners of the city of Seattle, but Phil's singular tastes lead him to a well loved club where he finds out he's not the only one on the Bus with a peculiar itch that needs scratching.</p><p>Takes place after 1x5, "Girl in the Flower Dress." Spoilers for the episode but nothing else.</p>
            </blockquote>





	Shore Leave

**Author's Note:**

> This fic takes place after Season 1: Episode 5 "Girl in the Flower Dress." There are spoilers for that episode, but no spoilers for anything else in the season. (I have only watched Season 1 at time of writing.)
> 
> Thanks in advance for reading! Many thanks to KaminaDuck, LawlessDragon, theinsomniakid, and Catmack for feedback and editing.

To say it had been a rough few days would be putting it mildly. That would be like saying the surface of the sun was a bit balmy this time of year.

Coulson's new recruit, Skye, had betrayed them to a fellow hacker from Rising Tide who had sold secrets about an Indexed man named Chan Ho Yin. Skye'd had the best of intentions, but what followed grossly tipped the scales out of her favor. Ultimately, Agents May and Coulson had been forced to extinguish Chan Ho Yin before he melted the whole city, starting with them and the Centipede lab. He had already killed a half dozen people and he didn't seem to be running out of gas.

The crew had been forced to make a detour to the Fridge to update the Index, register Yin's demise, and turn over the samples of Centipede's serum that they managed to filch before evacuating. Everyone was particularly sullen on the flight, save for Simmons and Fitz who had new Centipede data to play with. Agent Ward was pissed at Skye for disobeying orders and consorting with known S.H.I.E.L.D. enemies. Skye was pissed about being tagged like a wild animal. Agent May was pissed at having to kill Yin herself. And Agent Coulson was pissed in general.

After they made the drop, it was both a pleasant surprise and a welcome relief when Coulson came over the plane intercom and announced that the team would be getting 24 hours of shore leave in Seattle Washington. He smiled to himself after making the announcement, hearing cheers from around the plane. It was the first time he had smiled in a few days. 

Phil checked into a comfortable hotel not far from the Pike Street Market, and changed into some more casual attire. His team members weren't the only ones in need of a little respite, and he planned to make fullest use of it. He spent a couple of hours wandering the market, enjoying all the strange sights and smells coming from the various stalls. It was crowded and chaotic... nothing like his life on the Bus, with his neat office and starched clothes and (usually) obedient team members. And when his life with the team wasn't so orderly, it usually meant there was blood flying. It was nice to be in a sort of safe chaos.

As the sun was going down, he grabbed a bowl of some sort of chowder from a seafood vendor and headed up the street towards down town. 

Tucked in the cleft of an alley was a small but reputable S&M club known mostly to the locals as “Pandora's Icebox.” Phil had discovered it several years ago. Its owner, a middle aged woman named Cynthia, was a Level 1 entry in the Index. Phil had been dispatched several years back to give her “The Talk” when reports came in about strange ice sculptures used in her drinks. Turned out she had a weak gift with cryokinesis. The worst she would do was give someone a bad case of frost bite. The best she could do was make a batch of ice shot glasses in about 60 seconds. Never the less, S.H.I.E.L.D. had ordered her to be Indexed, and Phil got a new favorite dive in Seattle out of the deal. 

Inside, the club was dark and full of people, but Phil knew it well enough to navigate until his eyes adjusted. The upper half of club served as a bar, with low, plush couches and floor cushions. The other half was a staging area, and upstairs were rooms for more private affairs. Sometimes on the stage they had classes or demonstrations, but tonight was a night for pure exhibitionism. There was a scene already happening, but Phil gave it little mind. 

At the door, he was greeted by a gentleman in a crisp white shirt and a leather vest. “Good evening, Mr...”

“Archer. Eric Archer.” Phil replied, presenting one of his undercover IDs. 

“Welcome, Mr. Archer. I see from our records that you've been here before?” Phil nodded. “Would you like to take one of our handkerchiefs to identify yourself to other patrons? The red are for dominants or tops, and the white are for submissives or bottoms. Of course, identifying yourself in this way isn't required but you-” 

“Red, please.” Phil cut him off with a charming smile. He tucked the proffered bit of crimson fabric into his breast pocket and moved off in search of a stiff drink.

Cynthia spotted him immediately from her perch behind the bar. She had hardly changed, still short and scrappy with wiry red hair. She didn't look like someone who would own an S&M club, or someone who could freeze things with her touch. She quickly threaded her way to him, a pair of icy shot glasses filled with God only knew what in hand. 

“Agent Coulson!” She crowed with a paradoxically warm smile. “What a pleasure!”

“Please, call me Phil.” he responded as he took the frozen shot glass that she offered. “I'm off duty for a little bit.”

“Ah, and you come to see me? I'm flattered. Cheers!” 

They clinked glasses and downed their contents. Whatever was in them burned going down and rattled in Phil's sinuses for several minutes after it was imbibed.

“Make yourself and home, Phil.” Cynthia told him with deepest sincerity. “If you need a room upstairs, it's on the house. Can I get you something?”

“A scotch would be lovely, Cynthia. Thank you.”

A moment later, a scotch appeared, brought by a lovely young woman wearing a chain-mail bikini and nothing else. Phil couldn't help watching her as she switched away. And he didn't fail to notice the white scarf tied into a headband around her dark hair.

He took a seat on one of the overstuffed leather couches that looked down over the exhibition area. A woman in her mid thirties had her waif of a submissive tongue-polishing her thigh-high boots for all to see. Phil couldn't repress a snort. He had never been one for exhibitionism of any sort, regardless of if he was watching or if he was the one on display. Maybe that's why a covert life suited him so well.

Phil glanced back over at the bar, and a familiar face caught his eye.

Melinda May, still in her combat suit, was staring at him from a seat at the far end of the bar. She was a small point of stillness in the constant motion of people ordering drinks and chatting. She seemed not unlike a cat, poised and positioned just so in order to see everything in the room, and not be noticed. Phil felt the world slow for a moment as he watched her eyes slide from his face, to his blood red pocket square, and back again. He swallowed and took a healthy mouthful of his scotch. She took a drink too, with her non-dominant hand.

She had a white square of fabric tied around that wrist.

Phil turned away and refocused on the exhibition below. The woman on stage had trussed her submissive to what looked like a leather covered pommel horse and was now making a show of deciding which whip to start tormenting him with. Phil wasn't really watching though. His brain was back with the two sharp eyes that were no doubt still boring into the side of his head. This was not something he had anticipated.

Not her being of the more... yielding persuasion. That didn't shock him in the slightest. Melinda May was at her best when working at the will of another. It's why she'd never had a team of her own, even though it had been offered multiple times. And why everyone wanted her on their team. She played well with her superiors and made sure her subordinates on mission could do their jobs. It was part of her gift.

What surprised Phil was that she was at a place like this, putting that bent of her personality on such prominent display. To say she was a private person was an understatement. If she was here, drinking at the bar with a white square of fabric on her wrist, she must be very desperate for...

Something...

Phil finished his drink with an undignified gulp, focusing on the burn to clear his head. The woman with the waifish submissive had long since finished her scene, and at some point, they had given the stage over to a couple who were demonstrating fire cupping. He looked at his empty glass and stood with a resigned sigh. Since they'd seen each other, he couldn't very well get away without at least saying “hello.”

He sidled up to the bar, and plunked his glass down next to Melinda's. Neither of them said anything at first.

“Another?” Cynthia chirped.

“Please.” Phil replied. “Make it a double, actually.”

“You got it.”

When his newly refilled drink was in hand, Phil slowly slid his eyes to Melinda, looking first at the handkerchief tied around her wrist and then at her face. Her eyes had never left his, though once his gaze had settled on her face, she flicked her eyes to the red pocket square for the briefest moment.

“May I join you?” Phil asked as quietly as the music would allow. “Or are you waiting for someone.”

“I'm not waiting for someone.” Melinda replied, dropping her eyes to the polished bar top. She pulled out a stool next to hers.

Phil straddled it, but stayed facing her. “I'm surprised to see you here.” He admitted.

She shrugged, just the barest lift of one shoulder. “Stress often brings out my... singular tastes.”

“Likewise.” Phil replied, taking a thoughtful drink. “You don't look surprised to see me.”

“I was a little surprised to see you seeking out companionship so... publicly. But your penchant for dominance is not a surprise.”

Phil snorted. “No, I suppose it wouldn't be to you.”

There was a moment of silence as Phil nursed at his scotch and Melinda stared at her hands laced around her drink.

“So,” Melinda huffed. “Shall we pretend we never encountered one another and go our separate ways, or...” she trailed off, uncharacteristically at a loss for words.

“Or what?” Phil pressed, the corner of his mouth just starting to curl. He had a feeling she wasn't so much unsure of what to say as whether or not she wanted to say it.

She still didn't answer right away, but only slowly turned her glass with her thumbs. Phil stared at her. He had never seen Melinda May backed into a corner before. Not like this, where the only thing restraining her was her own inhibitions.

“Or what, Melinda.” Phil, feeling emboldened by the slow spread of the scotch through his veins, reached out and tugged at the corner of the white fabric around her wrist. “Is there an itch that you want scratched?”

Her dark eyes flicked up to his and then back to the bar top before she nodded almost imperceptibly. 

Phil regarded her carefully. This was dangerous territory. He had dallied with fellow agents before, but this was Melinda May. She was one of S.H.I.E.L.D.'s best and was absolutely indispensable to him on the Bus. But maybe this would be just what she needed. And him, too.

He took her hand as he called to Cynthia. “I'll take you up on that room.” he said. 

“That was fast. You want the room with the cool toys or someplace a little more comfortable?”

“Comfortable, I think would be best.” Phil replied, looking back at Melinda, whose gaze was still fixed on the glass in her right hand. 

Cynthia passed him a key from her apron pocket. “Take the elevator up to the third floor. Last door at the end of the corridor. Make yourselves at home. Stay as long as you like.”

“Thank you, Cynthia.” he replied with a warm smile. He pocketed the key, but took his time finishing his drink. He toyed with scenarios and possibilities while Melinda sat next to him, preternaturally still. 

“Are you sure this is what you want?” he asked after several quiet moments had passed.

She nodded.

“From me, I mean.”

She nodded mutely again.

“Why?” he asked rather impulsively. “Why me?”

She dared another look at his face and rubbed her lips together thoughtfully. “Because I will do what you tell me.” she answered.

The spark of heat in his ribs flamed into life. Phil shrugged and finished off his scotch. He couldn't ask for more than that.

***

Phil led Melinda down the hall to their room using only the occasional press of his hand to the base of her spine. He found her pliant and obedient under his touch. She had heard the directions from Cynthia, but she wasn't rushing ahead. It was as if she were heeling on a leash, even though there was nothing there to bind her.

It gave Phil and idea.

The heavy wooden door at the end of the hall gave way to a spacious bedroom with an attached bathroom. The decorating sensibility was both warm and a little imposing. The furniture, which included two large cabinets and a four poster bed, was all of dark wood. The walls were a rich russet, and the carpet was black and plush. The whole scene was softly lit by light fixtures ensconced on the walls.

Phil removed his shoes, set his belongings on a side table, and circuited the room. He could hear Melinda behind him, locking the door and moving into the room, but he ignored her. He first approached the two matching cabinets, which stood at least two feet taller than he did. He opened the twin doors wide on each, both to give easy access and to allow Melinda, if she was looking, a chance to see their contents as well.

The right hand cabinet was full of what appeared to be the means of aftercare and cleanup. Towels, blankets, bottled water, extra pillows. The second cabinet was the toy box, which despite not containing any of the “cool toys,” it was well appointed none the less. The hooks and velvet-lined shelves held a variety of paddles and floggers, sex toys, candles and matches, cuffs, coils of beautifully conditioned rope, and blindfolds. There were also bottles of lube and lotion, all laid out like little bottles of shampoo at a hotel.

Phil turned to face Melinda again and was oddly struck by what he saw. She stood upright, back arched ever so slightly. Her breathing was even and easily visible through the tight combat suit. In her posture, there was a liquid grace that was both on the verge of motion and completely at rest. He had only ever seen her like this when she had just laid a combatant low or was wrapping up her morning Tai Chi. She had been watching him until he turned around. Phil got the barest glimpse of her eyes, before she dropped her gaze to the carpet.

He stepped towards her, hands in his pockets, and saw her muscles tense as she went to kneel. He held out his palm to stop her. “I want to talk first, since we've not ever done this before.” He said, swallowing a twist of embarrassment. “I want to make sure I know what you're after, and that you know what I expect.”

Melinda nodded, not lifting her eyes.

Phil reached out and tipped her chin just a little to make her look at him. She complied.

“I'm less interested in causing you pain and more interested in testing your control. You get enough of the former in your day job. That being said, is there anything in those cabinets that should be off limits?” He jerked a thumb over his shoulder.

Melinda's gaze slid off his face and looked into the cabinets behind him. She considered for a moment, and then spoke softly but clearly. “Don't use the rope on my neck. And no paddles.”

“But whips and floggers are fine?” Phil clarified.

“Yes.” she answered simply.

“Any particular reason?”

“To speak frankly, sir?” the corner of Melinda's mouth quirked into a wisp of a smile. “You would have to break those over me to get much of a reaction.”

Phil smiled wide enough for both of them. “That's why I'm not going for pain tonight.” He looked at her, watching her smile fade as the facade of total control locked back into place. Phil leaned forward then and placed his hand on the back of her neck and kissed her. She remained completely unmoving. He was not applying a tight grip nor indulging in a deep kiss, but he could feel how pliable she was under his fingers and lips.

He pulled back just a fraction and looked into Melinda's eyes. “I'm going to take care of you.” he whispered. “I just need you to give yourself over to me.”

“I did the instant I spotted you in the bar downstairs, sir.”

Her admission send blood spiraling downward, but Phil kept the stunned arousal off his face. She wasn't the only one with a mask to wear. “Fair enough.” he huffed, backing away from her. “Safe word?”

“Serendipity.”

“On your knees, please.”

***

Melinda didn't make a sound as she slid to her knees on the thick carpet. Nor did she make any other movement. She didn't clasp her hands behind her back, or sit back on her heels. She did exactly as she was told.

Phil circled her, hands in his pockets. He knew it was cliché, and he was trying his hardest to not be a dork, but he couldn't help wanting to marvel at this sight from all angles. One of the most deadly people to ever live, willingly on her knees and abased before him. Not deadly because of bizarre, morally reprehensible training, or super serum, or weird implants. Deadly because of focus, dedication, and discipline. And Phil knew just from looking at her... the precision of her posture and the slightest bend to her neck and the set of her shoulders... It was the same discipline holding her under his sway now. The weight that responsibility laid on him twined with and accelerated the hot arousal that had been circling in him since they had begun the journey upstairs.

When he was in front of her again, he cleared his throat and spoke. “I am not interested in pain, tonight.” he reiterated. “I wish to test your control. You will not speak unless spoken to. I do not intend to restrain you, but you will follow my commands or I will restrain you and find a way to cause you pain. Am I understood?”

“Yes, sir.” she responded. She didn't nod or look up.

“Good.” Phil moved behind her and in a single swift motion he unzipped her combat suit. She never flinched. The leather made a soft slithering sound as it fell away from her skin, pooling around her hips to reveal a black racerback bra and the tops of her black panties. Phil had to pause to take in this sight again. He had seen her nearly nude before. He'd dug bullets out of her sternum, but this was different. 

He slid one hand across her shoulders, smoothing over the scar where she had taken a knife wound in Egypt. He had been there. She hadn't flinched then either. He shifted his hand across to the underside of her neck, pulling her face up to his. She followed willingly, neither anticipating nor jerking unexpectedly. Phil kissed her again, deeper and more possessively this time. Her mouth opened willingly for his tongue as he licked into her mouth. He felt her give then, for the first time. Melinda swayed under his kiss but quickly composed herself.

Phil pulled back, still gently gripping her neck to hold her in place. Melinda's face remained composed, but her eyes had gone totally dark, pupils blown wide with lust. Not just for him, Phil realized. But lust for the feel of carpet under her knees, and bruises on her skin, and the utter stillness of submission. He had to fight the urge not to smile at how easily she was starting to come apart. “Suit off.” he ordered, releasing her.

She moved like water, slipping out of the rest of the suit, tossing it to where she had left her shoes, and returning to her knees. Melinda was a thing of beauty. Phil had always thought so, but before now it had always been a casual observance. Like looking at a painting in a drawing room, or a fantastic car that he wasn't allowed to drive. But now, he could put his hands on her. Knead her, and twist her, and use her. And if he didn't stop pausing to consider thoughts like that, tonight would be a short affair.

“Tell me something.” Phil said as he moved behind her again, doing his best to sound conversational. He knelt down very close to her, his knees to the outside of hers. “Was tonight the first time that you ever considered this to be a possibility?”

“I-” she started talking but her throat seemed to close up.

Phil snarled a grin behind her as he smoothed his hands over her hipbones and rubbed his face against her hair. “Did I just happen to be at the right place at the right time? Just luck?” he pressed, nipping at her neck between every few words.

“I-” she started again but still never answered.

He savagely grabbed her by the hair and bent her back to face him. Her shock was apparent on her face and in her suddenly rapid breathing, but she didn't struggle. Phil brushed her cheek with his free hand, still keeping a vice grip on her hair. “Answer my question.” he told her with a gentleness that didn't match the force he was using to hold her in place.

“I've thought about it before.” she answered quickly, her voice higher than usual. She licked her lips as she fought to ground herself. “I didn't-” she stopped, realizing she had answered his question and no longer needed to speak.

“Go on.” Phil encouraged, still twisting her hair with one hand and lightly caressing down the cleft of her breasts with the other.

“I didn't think that I could remain objective, sir. An arrangement like this could be a liability.” She finished, her voice growing surer the more she talked about business.

“You aren't wrong about that.” Phil agreed, releasing her hair and pulling her body back flush with his. He ground his hardened cock against her ass and that had a thin moan dragging out of her lips. She choked it quickly but the sound was already out.

Phil smirked wickedly, and slid one hand down the front of her panties. She was already wet and loose. “You are eager.” he mused in her ear. As he teased at the slit, her hips bucked once forcing him to pull his hand away and grab her around the shoulders with his other arm, pinning her against his chest. “Control yourself, Melinda.”

He felt her take a deep shuddering breath and return to her still and pliant state. Phil laid her back against him, pillowing her head on his shoulder, and resumed his ministrations. He teased her, circling his fingers ever so slowly. She kept her face bowed away from him, hair falling across to hide her eyes. Gradually, he increased the pressure, dipping his finger deeper each time, and flicking lightly along her clit. Phil turned her face so he could see her as he slid a second finger into the slick heat of her body. She began to shake with the effort of keeping still, her eyes locked onto Phil's. Melinda's face, locked in an expression of desperation mixed with complete trust, was almost enough to break his resolve to draw this out, but he kept himself in check.

“Listen to me carefully.” Phil instructed softly, his hand never stopping its distracting and achingly slow rhythm. “I'm going to let you come in just a few moments. And then when you've composed yourself, you're going to suck my cock until I tell you to stop. Do you understand?”

Melinda nodded jerkily, still transfixed by his face.

“Do you understand?” Phil pressed sternly.

“Yes, sir.” she just barely whispered.

“Okay. Relax, Melinda. I've got you.” He felt the tautness of her body give way, inadvertently pressing her against his cock. It was an unintended side effect, but it reminded her that she would have to repay this small kindness. His fingers had become more insistent and direct, plunging deep inside of her and curling their way back out. “That's it,” Phil encouraged as she keened with the effort of not thrusting. “Come for me, Melinda.” She bucked once and had to put a hand over her mouth to keep herself quiet as the rush of the orgasm plowed through her.

Her vision cleared as Phil's hand slid out from between her legs and he carefully returned her to her knees. In the midst of his teasing, she had slackened enough to be leaning on him completely, bowed back and completely unstrung. When she was supporting herself again, Phil stood and strode around to face her. She was still breathing hard and dizzy from the rush, but she didn't hesitate. Her fingers were stiff from being clenched into fists, but she eventually managed to undo his jeans. She drew out his cock, which was hard and hot under her hands. She wanted to rub her face against it, and lick and tease but she had her instructions. Without preamble, she gripped the base of his cock and began to suck with great enthusiasm.

Phil groaned, letting his head loll back. Melinda's mouth was so wonderfully warm, and softer than he had imagined. He sank his hands into her hair and tugged just enough to get her attention. Infuriatingly but obediently, she froze.

“No hands. Just your mouth. Hold your wrist in your other hand behind you.” he instructed, in as even a tone as he could manage.

She resumed as she braced her hands behind her back. Phil, hands still knit through her hair, stood just far enough back to force Melinda to lean forward in order to get his full length in her mouth. This had the advantage of allowing Phil more control of her rhythm. She never fought him. Her tongue massaged his length expertly as each bob of her head and pull of his hands rubbed the head of his cock against the back of her throat. She was once again, relaxed and composed. She worked with singular purpose and focus, and it was making Phil see stars.

He had to make her stop if he wanted the evening to go on.

“Melinda stand up.” he said, breathlessly.

She pulled off with a filthy, wet pop, and rose gracefully to her feet. Her eyes stayed downcast. 

“Finish getting undressed,” he told her. “And come sit on the bed.”

It took all his willpower not to watch her strip the rest of the way down. Instead, he strode to the bed, shucking his own clothes as he went. Phil paused when he pulled off his undershirt. His knuckles had brushed the raised swathe of scar tissue directly over his heart. No one had seen that scar but him when he looked in the mirror. He wondered if it would faze Melinda. It would be a first if it did.

He turned and watched her approach, now completely nude. Her movements were even and graceful in spite of the fact that she had spent the better part of the last hour holding herself immobile on her knees. He noticed with no small amount of satisfaction that her eyes roamed over his body as she walked towards him, her gaze never resting anywhere in particular. She went to sit beside him but he caught her, folding her into his arms and tipping her face up to his.

“You are exquisite.” he told her, sliding his hands down her back. “Did you know that?”

Melinda pressed her hands to his chest, having no where else to put them and licked her swollen lips. “I am what my training and devotion have made me.” she answered, clearly choosing her words carefully.

“Devotion to what?”

“To S.H.I.E.L.D.” She said, automatically. “And... and to you.” The words drifted in the moment like snowflakes.

“To me?”

“Yes, sir.” she replied. “After Bahrain. I wasn't... I wasn't going to be able to walk out of there on my own. But...” she dropped her eyes away from his face to think. “I could follow you out. So I did. Looks like I still am.”

Phil swallowed hard. He had nothing to say to that, so in lieu of words he kissed her roughly and with so much passion he thought he might burst from it. This wasn't an admission of love or anything so florid as all that. It was an admission of... of fealty. Of loyalty. And of understanding where they came from and why they hadn't ever truly parted ways. These things were sealed with kisses in the old days, and now Phil understood why. Words had always failed.

He sat back onto the bed and stretched out, pulling her astride his body as he reclined. She braced herself over him on hands and knees, her dark hair falling over her face. Phil brushed her locks aside and cradled her face in one hand as he gripped her hip with the other. Their lips met for another brief kiss before he dragged her hips along his cock until the tip just brushed her clit. Her whole body shuddered and she looked up at him, eyes seeking instructions.

He couldn't help smiling at her. It was a beautiful sight to have someone so powerful and controlled utterly at his mercy. “You're going to fuck yourself on me.” he said coolly, still rubbing himself against her almost absentmindedly and enjoying the utterly obscene face she was making. “You're going to fuck yourself slowly until you can't stand it. And then you'll beg to come. Do you understand?”

She smiled then, just a little of the wickedness of Agent May showing through. Phil thought it was probably a diversion to get her mind off his teasing. “You think you can make me beg?” she replied.

“I think you can do it to yourself, if that's what I want you to do.” Phil replied calmly. He angled his hips just a fraction so that the next thrust had him sliding inside her. His eyes rolled back for a moment as his vision went white and he heard her gasp. She was pure heat inside and so wet that the first thrust took almost no pressure. She moaned aloud and started to whisper his name, but he stopped her with a thumb over her lips. “The next word out of your mouth needs to be 'please.'” 

She nodded hastily, eyes already clouded with want and just the barest edge of fear, and she began sinking down onto him. After a few thrusts she found a slow, rolling rhythm that had Phil moaning aloud, and had her biting her lip with the effort to stay silent. Phil palmed her breasts, occasionally leaning up to lick at a nipple and enjoy feeling her hips buck. “Slower.” He chastised, reveling in the feeling of her quivering as she slowed her pace and regained her control. It went on like that for an agonizing amount of time. Every time she had to refocus herself it became more difficult to slow her pace and she quaked more with each effort. Eventually, Phil had to place both hands on her hips to keep her under control. She braced her hands on his chest, on either side of that vicious scar, and looked up at him with needy eyes.

“Phil, I-” She was shaking so hard she could barely speak, and more over she was barely moving on him. 

Phil wanted nothing more than to plunge into her and give her what they both wanted, but that wasn't what either of them needed. He gripped her hips hard enough to bruise and slowly eased himself out, shuddering at the cool air on his cock. “What was that, Melinda?” His voice had gone icy.

“I... oh God-” she struggled in his grip but she was either insincere or too far gone to actually put up a fight. She thrust at him, nails digging into his chest as the tip of his cock barely brushed her clit.

“What do you want, Melinda?” He asked calmly.

“You. Phil, I...”

“What do you want.” It was a command, not a question. “Beg me for it.”

“Please...” The word tumbled broken from her lips as she sucked in air. “Fuck me, please, I want to come with you inside me, please!”

Phil rolled them both, pinning her to the bed and plowing into her. She screamed then, a ragged needy sound that tore itself from her throat and shook Phil to his core. Melinda May was a beautiful sight to him like this; wanton and open and completely his. She was always beautiful, whether flying or fighting or saving the world. Or maybe just saving him. And maybe that was the same thing. But this was at the core of it. This beautiful, heart-rending loyalty that would drive her to the breaking point and past it. That thought was what tipped Phil past the point of no return. Melinda curled herself into him moaning his name and kissing his shoulder until he threw them both over the edge of the long awaited climax.

As the stars in his vision dissolved, Phil rolled off of Melinda graceless flop, pulling her to face him as he went. She was still clinging to him, but her grip was loose now, like a child with a beloved blanket. He smoothed her hair out of her sweat-sheened face, and she smiled at him, eyes lazy with pleasure and what looked like relief. 

“Are you alright?” Phil asked, feeling incredibly lame, but not knowing what else to say.

She smiled and nodded before shadowing her face against his chest.

“You can talk now, y'know.”

“I know,” she murmured, rubbing her nose against his scar. “I appreciate-”

“You don't need to thank me for this.” Phil said caressing her back.

Melinda looked up at him arching an eyebrow. “I wasn't going to.”

“Oh.”

There was a weighty, awkward silence before Melinda went on. “I appreciate your ability to understand me, and know what I need, and how to... take care of me. And I don't just mean in bed. Even before you and I took up together on this crazy plane of yours, you've... you've always understood me. You gave me someone to follow when I couldn't even walk myself out on my own two feet. And... I know that's your gift with everyone. Not just me. But... for my own sake, I am grateful that I have you to follow.”

“Following is a gift too, Melinda.” Phil replied, bringing her hand to his lips. “Don't ever doubt that.”

“It never hurts to be reminded, sir.” she responded, her official tone belied by a quirk of a smile.

There was another long silence, this one filled with gentle, familiar touches and the whisper of expensive sheets over bare skin. It was companionable and comfortable.

“I have the room for the night if you want to stay.” Phil said after a little while spent lazily learning the feel of her hair.

“I heard. You don't mind the company?”

“I never mind your company, Melinda.”

“I snore.”

“I know. Your room on the plane is across the hall from mine.”

Melinda snorted as she crowded herself against Phil's chest. “We can't leave here together. Not in broad daylight.”

“There's a basement passage that will take us to the subway. S.H.I.E.L.D put it in when we Indexed Cynthia, the barkeep. We can even get breakfast before we head back to the plane.”

“I just don't want anyone to get susp-”

“Yes, because your boss will be upset if you're caught fraternizing. You clearly have no self control.” Phil leaned forward and kissed her gently. “Hush.”

She smiled then, and it quickly turned into a yawn. She nestled herself into the crook of his arm and grew still. She was out in a matter of moments. The last thing to stop moving were her fingers, which were still tracing his scar.

***

When May boarded the Bus, she found Skye perched on a bar stool in the common area, water bottle in one hand and an ice pack pressed to her temple in the other.

“I see you had a fun evening off.” May quipped as she passed.

“Fun while it lasted.” Skye moaned before taking a mouthful of water. “We're not about to take off are we? Because I can't promise that I won't redecorate the plane if we hit turbulence right now.”

“We're not due to take off for a few hours yet.”

“Good. Ward's not back anyway. He was looking for you. Where'd you run off to anyway?”

“No where in particular. Wandering is the best way to see a city.”

“Yeah? Bet it was nice to have a break from taking orders all the time.”

A smile pulled at the corner of May's mouth. “It was quite liberating, yes. You should drink something other than water. Find some Gatorade if there's any. It'll help.”

“Yes, ma'am.”


End file.
